Forces of the Polish–Lithuanian Commonwealth were commanded by Hetman of Poland, Stanislaw Zolkiewski, while Russians were led by Grigory Valuyev.

[1] On September 29, 1609, the Commonwealth army under Chancellor Lew Sapieha reached the heavily fortified Russian city of Smolensk.

Before the Poles and Lithuanians reached the town (June 23), the Russians burned it, preparing temporary strongpoints, protected by a forest and nearby swamps.

After Hetman Zolkiewski had personally guaranteed payment of their salaries, Zborowski’s soldiers joined his army.

Meanwhile Russian survivors of the battle retreated to a fortified camp, which was surrounded by 700 Polish cavalry, 800 infantry, and 3.000 Cossacks.